Younger Women
by 11konstantine11
Summary: Some girls just like older men. And some/most men like younger women... Pairings: CARKO and SPAM! later..." Sam, Spencer, Carly, Socko, Rated T for language. this still might go up if i decide i want them to get freaky ;
1. Chapter 1

**New Pairing! I'm liking it 3 this is simply the begining. if i get reviews i'll post more. And soon!**

**Carly is 17, Sam is 18. Carko, (you'll figure it out), and SPAM later. Because i LOVE Spam!**

**DISCLAIMER: I don't own iCarly, or the characters, but i've decided to try and buy Spencer...**

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I was sitting with Sam and Kent, a guy she'd been seeing for a few weeks, at the Groovy Smoothie. Kent stretched an arm around Sam, who was sipping on his smoothie. I saw her cringe, but I gave her a kick under the table reminding her about the talk we had about her giving boys a chance to be closer to her.

*bing bing* Sam's phone chimed, she pulled it out and checked it, "Carly, Spencer wants to know what we want for dinner and what time we think we'll be home."

"Say in an hour, and for him to surprise us." I shrugged, "Why didn't he just text me?" I check my phone to see if I'd missed a call or text from Spencer, which I didn't. Sam texted him back and put her phone away.

"It's Spencer, you don't question his motives."

"True" I nodded.

"Who's Spencer?" Kent asked, "Someone I should know about?"

"Nooo," I laughed, "Spencer is my older brother, he's ancient."

"Ooo, I'm telling Spencer you called him ancient! And he's not that old..." Sam stuck her tongue out at me, "Hey Carls, there's a guy over there, and i think he's checking you out."

"Really?" I casually looked back over my shoulder and batted my eyeslashes just incase this guy turned out to be hot.

Which he totally was! I took a good look at him, his green eyes smiled back at me, and he gave me an acknowledging nod when our eyes connected.

"Please tell me you're talking about-"

"Yeah," Sam cut in, "Mr. Tall-Tan-Dirty-Blond-"

"With steamy green eyes?" I interrupted back excitedly.

"That's the one!" Sam chuckled. I saw Kent tighten his hold on Sam, and I couldn't help but roll my eyes with Sam, "you should go over and talk to him!"

"I don't know he looks like a college guy."

"Even better!" Sam gently -er, as gently as Sam could- pounded her fists on the table and leaned herself forward, "Carly! You are eighteen-

"No I'm not." I corrected her.

"Well you will be soon, so what the chizz!" her eyes were wide with demand, "Get your almost-eighteen-year-old-butt over there, and get his number or something!" She growled at me and I jumped out of my seat, slowly back away from her and Kent.

After a few steps I turned around, flipping my hair in the process and with my best strut I approached Mr. Tall-Tan-Dirty-Blond-With-Steamy-Green-Eyes.

"Hey" I said, lowering my voice slightly. He grinned and his friend sitting next to him let out a small chuckle then got up and left with a manly goodbye.

"Hey," he said eyeing me up, with his steamy dark green eyes which looked even steamier up close.. I held back shiver, this guy was good.

"Sooo..." I was at a total loss for words, and I suddenly realized that i was never one to approach a guy, they usually approached me.

"You came over because your friend told you to?" he asked, but it sounded more like a statement.

"Uhm... Maybe." I said, slightly confused.

"I couldn't help but see her telling you to." I made a face at him, "I can read lips" he clarified.

"Oh, well that's embarrassing." I felt my face turn red.

"No, hey! don't be embarrassed." he placed a hand on my arm and smirked a smirk that just made me blush more. "I'll admit I was looking at you. I think your really pretty." as soon as the words left his mouth I felt like I was in a dream. This gorgeous man just admitted to checking me, Carly Shay, out, and then he told me that he thinks I'm really pretty, and this is all just happening in a little corner of the Groovy Smoothie.

"Well thank you. I think your really pretty too." I giggled, and then realized what I'd just said, "I mean, handsome!"

"Thanks," he laughed, a really gorgeous laugh, with pearly white teeth, a perfect smile, and two lips that were screaming '_Carly, KISS US!'_.

"I'm Carly, by the way." I smiled extending a hand to him. And i thought i saw a light in his eyes flicker.

"You wouldn't happen to be the Carly from iCarly, would you?"

"I would," I laughed and shrugged, "Do you watch the show?"

"I saw it a few times, a while back. not that it's not great, it was really funny. But..." He trailed off and I definitely noticed that his eyes were darker, the light had gone out.

"But what?'' I asked, feeling kind of worried. He looked down and shook his head as though it was gonna be tough for him to say what he needed to.

He looked up and I couldn't help but smile, because he was arguably the most beautiful person I had ever seen. But I could only find a tiny crease at the corner of his mouth, a small trace of where his smile had been, "I'm Socko."

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**OH MY GOD! I really liked writing this!**

**if you review i will post more (and soon!). Because i have a pretty good idea of where i wanna go with this... ha no i don't! any advice or recomendations, tell me ;)**


	2. Chapter 2

**WHOOT! Ch2! uhm.. i think this one is little slower.. kind of easing my way into the story.**

**i will be adding songs that i recommend u listen to while reading certain parts... it's a thing i have. so be ready for that, or if you don't want me to do that tell me.**

**DISCLAIMER: dont own iCarly... still willing to buy Spencer though...**

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"Your- Your Socko? Spencer's best friend?" I conciously had to stop myself from screaming. No way this hunk of a man was Socko. Socko is supposed to be dorky and strange like Spencer.

"Yeah..." He gave me a weak laugh, but when he looked me in the eyes I could already tell we were both thinking the same thing, _this wouldn't work out._ I didn't have any idea what I was supposed to do now, so I did what I'd do in any other awkward situation; I pulled my phone out and texted Sam.

_gotta split now! tell u bout it l8r_

"I've gotta go, it was nice to meet you, Socko..." I turned around and gave Sam a wide eyed look and mouthed _Go! Go! GO!_ She got up and began walking to the door.

"Sam, wait up!' Kent whined trying to grab her hand on the way out.

"Carly!" I heard Socko behind me, but I kept walking, picking up my pace and praying he wouldn't follow me.

He didn't. I took one final look back to be sure when I'd caught up with Sam outside on the sidewalk. It was drizzling and I felt insanely cold watching Kent put his jacket around Sam and pulling her tight to his side. I could only imagine how irritated Sam must be, but she was doing a great job of letting Kent get closer, and I was so proud of her. Although I needed to talk to her about texting other people while she was with him, she was typing away every thirty seconds on that thing.

I tried to occupy my brain with thoughts of advice I could give Sam, and ideas for iCarly, and _not_ that really hot guy I'd just met in the Groovy Smoothie named... oh you know his name, don't make me say it.

I still couldn't believe that was him. The guy Spencer was always talking about, but I'd never met... why had I never met him? I couldn't stop thinking about how his eyes looked and what it'd be like for his lips to be on my lips. The entire walk home all I wanted was to be Mrs. Socko.

We reached the apartment and the first thing Sam did was bust through the door and shout, "Spencer, Carly called you ancient."

"I was kidding!" I shouted following Kent in. I saw Spencer poke the top of his head out of the kitchen, flour coated his hair.

"Ancient as in... old?" He asked, hurt in his voice.

"Yep, I told her you weren't _that_ old." Sam said and I glared at her, since when was she a suck up? oh yeah, when ever she decided to piss me off.

Spencer took an authorative step out of the kitchen. and everyone had to stifle a laugh. Not only was his hair caked with flour, so was the rest of his body! And there was an orange paste covering half of his face and a good portion of his neck and shoulder. "Well listen here young lady, I'm young enough to be _your _brother." He said pouting.

"First off, Spencer, what happened to you? Second, I'm sorry, and forget I said anything." At this point I was barely interested in what happened to Spencer, and more concerned with running to my room with Sam and telling her about... Socko.

"I was trying this orange cookie recipe for the halloween party next week." Spencer began excitedly, "But then our mixer freaked out," He held up a white piece of plastic with red and black wires hanging from it, "and now I'm wearing my orange cookie recipe. I was about to call Socko and ask if he knows anyone who could get me a deal on some really good kitchen supplies. I think some of our stuff is outdated."

"Socko?" I jumped in shock, earning me strange stares from everyone. I don't blame them, I would have done the same.

"Yeah..." Spencer said. Sam walked up to him and swiped some of the orange paste off of his face with her finger, she stuck the gunk in her mouth with a grin.

"Not bad. You should definitely make some of these for the party." She said swiping more off his face, they laughed together. Then Kent cleared his throat, and I got a chill of terror from the look on Sam's face when she turned around to face him. Istarted feeling very bad for him in that moment, he was far too nice to be with Sam, and far to clingy... I wonder why they even got togeher in the first place. I looked at Kent, he wasn't my type, but he was handsome, there was no denying it. His light brown hair was in tight curls on top his head, he had think lashes, and a strong, manly jaw that grown men would kill for.

"Oh. Hello there," Spencer said holding a floury hand to Kent. Sam's lips were firmly pressed together in a line. "Who are you?" Spencer asked awkwardly.

"I'm Kent," Kent introduced himself and reluctantly shook Spencer's hand. "Sam's boyfriend."

"We're dating." Sam corrected.

"Well actually," He turned to her. Spencer turned with him, and they both stood there staring at Sam, "I was wondering... Sam, would you be my girlfriend." I had to give this boy props, he was _very _brave. I watched for Sam's response, and I couldn't help but be amazed to see that she looked slightly afraid.

"Uhm. Okay, sure!" Sam laughed weakly and I saw her eye twitch.

Now would be a good time for Sam and I to ditch the boys and head to my roo, I thought to myself. "Alrighty!" I shoved my way between Spencer and Kent grabbing a hold of Sam I started pulling her up the stairs, "We have to do some stuff girl stuff, you know us girls! always stuff to do!"

"Yeah, I better head home too." Kent grabbed Sam's hand and pulled her away from me into a very passionate PDA kiss. "Later babe." He said giving Sam's ass a sueeze before he walked out the door. I seriously think I saw steam coming out of Sam's ears.

I grabbed hold of her rubbing her arm comfortingly, "It's okay, Sam, relax. Come on upstairs." By now i was franticly trying to get to my room.

"What about dinner-"

"Later!" I screeched, interrupting Spencer.

When we'd finally made it to my room I locked the door, handed Sam her special screaming pillow and grabbed and extra fluffy one for me. Sam immediately smashed her face into the pillow and started screaming and pounding her fist on my bed. "I think we both have things to talk about." I swallowed hard when an image of Socko entered my mind, "Did you wanna go first?" I asked politely, even though I felt like I was going to explode any second.

After a few more moments of screaming, Sam lifted her head up and clutched her pillow roughly to her chest. With a growl she turned to me, "I can't-"

"It was Socko!" I yelped flopping onto my stomach next to her.

"What?" I heard all the rage leave her.

"Socko! He was the guy at Groovy Smoothie." I ran my hand back and forth over the fluffiness of my pillow and it calmed me just a little.

"No way! Socko is a hunk!" Sam chuckled and bounced around to lay next to me.

"Yeah! But it's, Socko!"

"So?" Sam shook me enthusiastically, "Spencer won't care!"

"Yes! Yes he will!" I sat up and pouted, "He would care, that would be like you and Spencer... Holy Shit! Socko is probably liket he same age as Spencer? How can he look so good?" I whispered mostly to myself.

"It wouldn't be bad if Spencer and I were together..." Sam grinned and eyes wandered thoughtfully off into space.

I snapped my fingers a couple times to get her attention, "No Sam, no! it would be bad because you are _my _bestfriend, and Spencer is _my _big brother!" Sam looked back at me a little confused.

"Well what did he say anyway?"

'Who Socko?" I asked, and Sam nodded back. "He was all, 'Yeah i was checking you out, your really pretty', and I introduced myself, and he was all like 'From iCarly?' and I was all like 'Yeah!' and he looked down, then looked back up with his steamy green eyes and was all, 'But I'm Socko'!" I burried my face in my pillow and fell backward.

"Well," Sam started shaking me again, "did you get a phone number?"

"No! I didn't!" I shouted hitting her with my fluffy pillow.

I watched her shake her head, "Well Chances are you're never going to see him again hon', so no use in freaking out about him..." She said bluntly. I sat up and puffed my lower lip out at her. I didn't want to stop freaking out about him. How could I when I couldn't stop thinking about him? I felt Sam pat my shoulder and she started talking about Kent, but i wasn't listening. I should have felt bad but I was too consumed in my own thoughts.

Sam went down and ate dinner with Spencer, I wasn't feeling well and just turned in for the night. Spencer brought me a plate of food and made me check my temperature. When he started getting all doctory on me, asking if I had joint pain and such i glared at him and said it was my time of the month (which it wasn't). Through experience he knew what that meant and cleared out of my room within ten seconds.

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**Advice? Ideas, i listen to it all. Want more Spam or Carko? Tell me how you feel about my writing and i'll try to tweek ;)**

**soo i'm already working on ch3, which will mainly be a SPAM chapter. And i have a list of things i want to happen in this story so i'll try too keep up with readers, don't wanna keep you guys hanging :)**


	3. Chapter 3

**i guess this chapter is short... whatever i'll write more, don't worry.**

**i recomend _Yours to hold -by Skillet_ while reading this installment... but idk i was just in the mood for it while writing.**

**DISCLAIMER: DOn't own iCarly...**

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SAM'S POV

"Is it sad that I'm actually surprised you made spaghetti tacos?" I laughed.

"No!" Spencer answered with one of his big stupid grins that I loved so much, "I picked spaghetti tacos because I always make them! And you wanted to be surprised, so you were expecting something else, and _not_ spaghetti tacos!"

"Very clever, Spencer." I held my low-cal cream soda out to him and we toasted. Once we'd set our drinks down and begun to indulge in our spaghetti filled tacos Spencer asked,

"Is Carly okay?" his question replayed the conversation I'd just had with Carly in her room. She'd been all torn up about meeting Socko thinking that Spencer wouldn't approve, she'd also mentioned that she would never approve of me and Spencer. That had upset me a little. I mean, how did she not notice, I've had a crush on Spencer since I figured out I liked boys. It would always be a secret desire of mine to be with Spencer, only now I knew it would never happen.

And oh my _fucking_ god, I still had to deal with Kent my _boyfriend_.

"Yeah, girl issues, she'll be fine." I lied to him.

Kent had to go, don't get me wrong he's a nice guy, he's just not for me. The only thing I really liked about him was the fact that he was a phenomenal kisser. But it was like he always had to be next to me, I didn't need a clingy boy, I needed someone who just knew when I wanted to be held and when I didn't.

Spencer gently kicked my foot under the table, and I looked up in surprise. I'd been too lost in my thoughts to notice him saying my name over and over again, "I said, what about you?" he asked kicking my foot again.

"What?"

"Are you okay? You look a little lost."

"Yeah, I'm just thinking about my..." I took a good long pause, "... boyfriend."

I felt Spencer's foot leave mine and saw him sit himself up right, "Oh. You know Sam, I don't really care for him." I watched him aimlessly push a pile of spaghetti around his plate.

"How so Spencer?"

He looked up, caught off guard, "I'm not sure, I just don't think he's right... for... you." He tilted his head down but looked me in the eye waiting for me to say something.

"Do you want me to break up with him?" I don't know why but in that moment I didn't want anything more than for Spencer to say _yes_.

"You're asking me? It's not up to me. It's up to you."

"Just tell me what you," I kicked his foot to emphasize the _you_,"...think I should do and I'll do it."

"Well obviously you should..." Spencer's eye's darted around the room as if he was going to find the correct answer to my question somewhere in the room, "You should...You know stay with him. Because you like him." We went back to eating for a while again.

"I don't like Kent." I finally said swallowing the last bit of my taco.

"Awe... Are you gonna break up with him?" Spencer asked eagerly, and I felt his foot return next to mine.

"Without a doubt. He's too clingy for my tastes."

"Yeah, too clingy." Spencer agreed. I started laughing and gave his foot another kick. he joined in and kicked back. We sat there playing footsie for a while, until a yawn escaped me and Spencer stopped kicking back.

All the butterflies that had been fluttering around in my stomach didn't stop there. They made me feel bold, "Sooo, if I'm breaking up with Kent, I guess I'll be going stag to your Halloween Party." I looked Spencer in the eye -He'd failed at telling me to break up with Kent, but I was giving him a chance to redeem himself by taking me as his date to his Halloween party.

"Well, I don't have a date either so, maybe we could just be each other's date."

"Sounds great to me." I fought really hard to keep my extreme joy hidden from him, but I smiled and got up taking my plate and his to the sink. Just as I placed them down the clock chimed. I checked, it read eleven o'clock.

"Sleeping over tonight?"

"No," I frowned, disappointed that I had to leave, "I have something to do with my mom tomorrow morning. Chances are I'll stop by after though."

"Okay... Let me drive you home?" I wouldn't have minded walking but when I turned to Spencer it was _literally _impossible for me to say anything but yes. Spencer Shay was so cute, standing by the front door with his big stupid grin that made me want to swoon and do other girly things like that.

In the car we listened silently to the calm beat of some band Spencer had recently discovered. And we both rested our arms on that thin middle compartment between the two front seats, our skin tentatively touching even though his heat felt like electricity on my arm.

When we were only a couple of blocks from my building I turned to him and asked "Remember last Christmas?"

I saw what I think was a tiny smile tug at the corner of his mouth, "You mean when we were... under the mistletoe?"

"Yeah..." There was an awkward pause as we both played the memory in our minds. Then the silence was shattered with our laughter.

"And Mrs. Benson opened the door right in the middle of our, uh, kiss."

"Yeah, then when she started complaining I-"

"...pushed her into Lewbert's potato salsa." We finished in unison relishing the memory of Lewbert howling at Freddie's mom, who's butt had landed right in the potato salsa he'd made, all while we shared a sweet kiss under the mistletoe. I'd never tolled anyone, but that had been my favorite Chistmas, and my favorite kiss.

"Here we are." Spencer said stopping the car infront of my building.

"Thanks, Spence." I put my hand on his arm and met his eyes with mine. They seemed to stare right through me into my soul.

"Night Sam." We both leaned in kissing the other's cheek.

"Night," I gulped ripping myself from his gaze. When I was finally outside of the car I could breath normally again. His eyes suffocated me, somehow... they'd never done that before.

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**Comments, reviews? Advice? IDEAS?**

**I'm trying really hard not to make spelling errors and stuff, but it's always been a weakness of mine.**


	4. Chapter 4

**Finally I get this chapter done!**

**So I had links to pictures of costumes, but they disappeared. Sooo sorry. but they aren't here anymore.**

**FREDDIE is a gangster. SPENCER is Jack Skellington. SAM is Robyn Hood. CARLY is the twister game. SOCKO is Mr. Fantastic (because seriously he is). and GIBBY is a really sexy surfer dude.**

**Look up the costumes if you want a good idea of what I was seeing when I wrote this.**

**DISCLAIMER: iDon't Own iCarly.**

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CARLY's POV

By the time the Halloween party rolled around I was over the whole Socko thing. Spencer had me too busy decorating and setting up the appartment. We moved the couch off to the side, so it was still very usable, but now there was room for dancing and socializing. The kitchen was set up so that the table was pressed against the island and food would be placed there (Along with a bucket for apple bobbing, an idea Spencer had spastically thrown into the mix). And after flipping a quater several times we decided against our better judgement to open up the iCarly studio for more dancing room -because you know there are cool lights and music in there already, so why not?

Sam had slept over (of course!), so after we'd hung decorations and helped Spencer finish a few batches of his special orange cookies we went up to my room to change into our costumes. People were supposed to start show up around 6:30, but we were expecting most people to arrive more around 7:30.

"So, you'll help me with my make up, right?" Sam asked stripping down to her underwear.

"Of course," I laughed peeling off my clothes too, "I don't know why you want to get all dolled up, especially because you broke up with Kent." Yeah, Sam had totally crushed the guy.

He'd approached us one morning, as he usually did. Then right as he went to kiss Sam hello, she pushed him away with her palm on his chest saying, "Yeah, this isn't working out. We're over." She walked away as though nothing had happened, and I followed not quite surprised at what she'd done, I just hadn't seen it coming so suddenly. I looked back as Sam and I walked away, Kent was still standing there, his gaze didn't follow us it just stayed glued to where Sam had been when she broke up with him. Poor kid.

But Sam was totally unaffeccted by it all, infact she convinced me to help her perfect her make-up because she was looking to impress tonight. When I asked her who she said I'd see him at the party. It was bothering me that she could have possibly broken up with Kent because of this guy she was trying to impress, but I kept reminding myself that it wasn't my place to worry about that kind of stuff when it came to Sam.

I quickly slipped into my outfit. I was dressed as a twister game with cute, shiny, high, red boots. I couldn't help but squeal to myself as I slipped them on, my god I love shoes.

"Don't pass out there, Cinderella." Sam laughed as she walked back out of my bathroom. "So my face is nice and clean and mama is ready to be beautified!" She struck a pose in her underwear and I laughed striking one back.

"Put your costume on first you nut."

"Fiiiine" Sam started getting dressed and I worked on my own make up. By the time I was done I turned around to see Sam in a... well, very _fitted _female-robin hood costume.

"Oh my god, Sam! You are definitely going to impress this boy tonight!"

"Well thank you, Carls... You're not so bad yourself." We giggled together, I loved seeing Sam act like a totally normal teenage girl. "I'm liking the colorful eye shadows." She said nervously jabbing her index fingers toward my face, I swatted her hands away. I could tell she was nervous about how she would look with make up on. Yeah, that's right, Sam is afraid of make-up. It's not like she'd never worn it before, she just only wore cover up -she wouldn't even touch mascara.

"Alright, sit down, and get ready to be transformed from beautiful Sam, to _sexy _Sam." I grabbed her by her shoulders and forced her down into a chair, I sat across from her and got to work.

Fifteen mintues later I pretended to wipe some sweat off my brow and I stood up and annouced, "It's finished." Sam started to reach for her face, "NO! STOP DON'T TOUCH IT!" She froze, instead I gestured toward my mirror. She stood next to me facing the mirror. And there we stood admiring our costumes, and my handy work with the make-up.

"Holy shit... Carly... this is awesome. What do you call this?"

"Smokey-Golden eyes." We gave each other a _mhm_ grin, then I took a second to admire myself. I felt beautiful and retro in the polka dotted dress.

"Oh!" Sam exclaimed, she ran to her bag and shuffled through it grabbing something, "I took this from my mom. I don't exactly know what to do with it, but it's girly and it says sexy on it." She handed me a container of body shimmer.

"I love this stuff!" I checked my clock, it was already 7:00, "Okay, we'd better hurry up! Gibby and Freddie are probably here already."

SPENCER's POV

"AH! IT'S HOT!" I screamed, forgetting to put on my oven mitts before I grabbed the searing hot cooking sheet out of the searing hot oven. Freddie rolled his eyes as he entered the kitchen answering my scream. He put on oven mitts and pulled the cookies out, setting them on the counter.

"How long ago did Sam and Carly go up to change?" he asked handing me an ice pack from the freezer for my hands.

"Ahh..." I sighed in relief, the cold ice felt fantastic on my hands. "I'm not sure. It's been pretty long... But do me a favor and keep an eye on everything for like ten minutes, I have to go put my costume on too." I sprinted out of the kitchen and to my room not waiting for Freddie's answer.

I pulled out my costume from the shoe box I'd been keeping it in. As I put everything on I couldn't help but think about Sam, she'd choose this costume for me.

Okay, he didn't exactly choose it but she mentioned that she thought I'd look really good as dressed as Jack Skellington from _The Nightmare Before Christmas_. Maybe she simply meant I could pull it off well because I'm tall and _lanky_ like him. I was having second thoughts about dressing up. I thought I looked really cool all dressed up, with the skelleton make-up on. But I was so worried about what Sam would think. I should have gotten a costume that would make me look really manly and buff, like Superman or Hugh Jackman. _Why do I care what Sam thinks?_ I'd asked myself several times before a random answer slipped out of my mouth,

"Because she's you're date." I'd said it out loud staring into my mirror, conversing with a reflection. It worried me that I had a date with a girl twelve years younger than me. It wasn't even a real date I had to remind myself. The only time we'd ever called it a date was that night Sam told me that she broke up with Kent. We texted all week and talked about wearing matching costumes, but decided against it, our reason? Only stupid married couples matched. We both _LOL_-ed but something in the back of my head twinged. Honestly I think it would have been cute if we matched.

Whatever, I just need to get outside and start having fun, tonight was going to be awesome, music, dancing, food, friends, and for the first time in forever I'd got Socko to agree to come to the party! I couldn't wait for everyone to meet him! I trotted outside to the living room, an excited bounce in my step.

"Let's party!" I shouted joining an already shirtless Gibby in the middle of the room.

"Whoa, Spencer! You look awesome!" Sam said, I turned around to thank her, but the woman I saw there stopped me. It couldn't be Sam. Sure Sam is pretty and awesome and whatever, but that woman I was looking at was drop dead gorgeous, in a very mature green-dress thing.

"Whoa." Was all I could say back. She laughed and took my hands in hers, spreading my arms apart as if to get a better look at me. While she stood there admiring my costume, I admired her.

Her dressed hugged every smooth curve of her body, and she looked like her entire body was glowing and shimmering. I'd never seen Sam in make-up before but her eyes were two gorgeous pools of blue surrounded by dark golds that just made her eyes pop that much more. Her blond curls lay over her shoulders, and I was caught off gaurd by the curve of her pout.

"Don't drool on your nice costume there, handsome." She smirked. I was caught up on the fact she calle dme handsome, it wasn't the first time, but for some reason when she said it this time, it meant that much more.

"You look gorgeous, Sam. I hope poor Ben doesn't see you tonight."

"You mean Kent?"

"Yeah yeah, you know I didn't like him." We laughed, she shook her head and took my hand securely in hers as we started to dance.

"Thanks for being my date, Spence." She said quietly, batting her shimmery gold eyelashes at me. My heart stumbled over a beat and my face was hot with a blush.

I have a crush on Sam.

CARLY's POV

I couldn't help but laugh at how stoked Spencer and Sam were over each others costumes. Typical Freddie had greeted us at the bottom of the stair case as we made our grand entrance.

"Beautiful as always... I would love to play twister on you." he had said to me. Sam and I just rolled our eyes at him. "You don't look so bad either, Puckett."

"Likewise, Benson." She said, then after seeing Spencer, she joined him. And now Carly was laughing at their excitement.

"Want to dance?" Freddie asked. I shrugged and nodded. Taking his hand we rocked te dance floor with our friends as more and more people joined the party.

It was about eight-thirty when someone finally got around to dimming the lights in the rooms, creating a darker, creepier and sexier feel for the party. I'd spent the whole time dancing with Freddie, and not that he isn't great, but he was enjoying it a lot more than I was.

"I'm gonna grab us some punch." Freddie said, I could barely hear him over the music.

"Yeah! I'll be on the couch!" I shouted back. He smiled and made his way through the thick crowd of partiers. I started dancing my way to the couch.

"Hey Carly!, I love your costume!" Tasha said tapping my arm. She was dancing rather explicitly with Gibby and I couldn't help but cringe away from the couple.

"Hey Tasha! You look great too." She was wearing a scandalous devil costume that looked like it was picked with Gibby's _interests_ in mind.

"Hi Carly." Gibby said.

"Hey. what are you supposed to be anyway, Gibby?" I asked.

"I'm a shirtless surfer, duh!"

"Oh! Okay well, have fun." I made it to the couch and sat down alone watching everyone in the party. Gibby and Tasha were now feverishly kissing, while dancing; Sam was having a dance off with a few of Spencer's friends; Spencer was trying to push through other Dancers to answer the door; Griffen was hitting on Malika; And the rest of the crowd socializing were our favorite neighbors, most of my classmates and various members of Socko's family.

"Twister game? haha, that's funny." someone chuckled sitting next to me. Even in the dim lighting I could recognize those steamy green eyes. "Hi, Carly." he said.

I opened my mouth, "Hi" I wanted to ask how he was and what he was doing here but all I could do was grin like an idiot. My night just got ten times better.

"How have you been?"

"Good, what about you?"

"Good, just feeling kind of bad about our first impressions." He gave a small smile and rubbed the back of his head. He looked like a model right out of one of those stupid soap operas where everyone looks perfect, and seems to be made of romance and drama. The muscle in his arm flexed and I went slack jaw at how chisled he was. That when I realized he was wearing a dark skin tight jumpsuit. I had no idea what he was dressed up as, but boy was I glad he was. He caught me staring at his body, "Like my costume? I'm Mr. Fantastic, you know, from the fantastic four!"

"The superhero?"

"Yeah. Kind of kiddish I guess.'

"No, it looks good on you."

"Thanks. Anyway, sorry if I weirded you out at the groovy smoothie last week."

"No, I'm sorry, I kind of freaked out." I put my hand on his knee out of instinct and nudged him with my shoulder. He looked at me, his eyes as always, so steamy, but now filled with kindness and excitement.

"Let's start again. I'm Socko." He held his hand out to me. I couldn't believe he wanted me to shake his hand, it seemed strange. I started seeing why he got along with Spencer. Below his perfect facade he was a little quirky and awkward.

"I'm Carly." I placed my hand in his to shake it, but instead he stood and pulled me up.

"Nice to meet you Carly. Want to dance?"

"Love to." I swayed my hips to the beat and followed him. We danced to the blaring stereo, and I got lost when his manly hands carressed my waist and pulled me closer to him.

The party died down at around twelve, even though we'd told everyone that the party would be over by eleven. I'd spent the entire night dancing with Socko, the time flew by as if it had only been half an hour. So when he told me he had to leave I pouted and asked him if he could stay just a bit longer.

"I can't, I have to work tomorrow." I followed him to the doorway, "I've already stayed way longer than I'd planned."

"Oh, and why did you do that?" I said biting my lip hopping he'd admit to stay so he could be with me.

"Well, I met this awesome girl, and I wanted to spend some time with her. And I was also wondering if I could get this girl's number, so I could call her and ask her if she'd like to go out sometime."

"This girl is glad to give you her number." I grinned holding back a sigh.

"Well I was actually talking about-" I cut him off with a quick peck on his lips. Maybe it wasn't the smartest thing to do, but I wanted to shut him up and I _really_ wanted to kiss him. He smiled and silently handed me his phone, I punched in my number then returned his phone to him.

I forced myself to take a step back into the loft closing the door, "Bye Socko."

"Bye" I heard him say as the door clicked closed. I leaned on the door about to have a moment with myself. But then I heard Sam and Freddie arguing over who would get the last orange cookie and it returned me to the reality that there were still serveral party-goers in the room.

"You had like ten of them already!" Freddie shouted.

"And what are you going to do if I take it, huh? Get your posse to shoot me up?" Sam jabbed a finger at Freddie's suit.

"I'm not going to let you keep pushing me around, Sam!" he shouted back.

"Fine." Sam released the cookie, and Freddie held it cautiously for a second.

"Thank you" he said roughly and went to take a bite of the orange treat. In one swift, blurry movement Sam swiped the cookie from Freddie and stuffed it in her mouth with a "Ha!" She swallowed it, "And that's why I'm the prince of thieves!"

"ARGH!" Freddie yelled throwing his hands up.

"Stop it, both of you." I said approaching them.

"Well, well look who it is. Where have you been all night?" Freddie said with a frown.

"What are you talking about? I was here."

"I went to get us drinks," he rolled his eyes, "and then you disappeared! Then I saw you a couple times with some guy!" I felt the hair on the back of my neck stand up as my two friends gave me intrigued looks.

"Yeah, I met a guy. I'm so sorry Freddie, I didn't mean to ditch you."

"Yeah, whatever. I spent the whole night with _Fabrizia_." He said her name mockingly, as if to rub it in my face. Fabrizia was an exchange student from Italy, insanely pretty.

"Good for you!" I grinned and he threw his arms up again and stormed out of the loft. "Will he never give up?" I asked turn to Sam who had orange cookie crumbs on the corner of her mouth. It made her sexy costume look more inncocent than anything else.

"Not a chance." Sam chuckled back. "So Carls, who was this boy?"

I seized this oppertunity to squeal, "Socko..."

"What? No way!" Sam held her hand up for a hi-five but quickly retreated from it, "But, I thought you were freak out about it 'cause he's all, older and stuff." her words killed my high.

"Yeah, it bothers me a little still, but Sam, I can't explain it, I couldn't stop myself from having fun. He's so hot! and he's funny, a little dorky, but funny."

"So you were with the infamous Socko all night." Sam said playfully poking me.

"Yeah!" I blushed. "Sorry I didn't pay much attention to you. Oh GOD! Sam I didn't get to see that guy you were trying to impress! I'm sorry..."

"Eh, it's fine. You'll meet him eventually." I suddenly yawned.

"Looks like someone needs to go to bed." Spencer said flicking the spinner on my cap.

"Yeah, yeah. We still have guests, and it's a mess." I argued.

"I'll wait till the rest of the guests are gone. And we can always clean up tomorrow."

"okay, I guess. Sam, sleeping over?"

"You know it." She replied. And I headed upstairs.

"Night, Kiddo." Spencer kissed my fore head then turned to Sam and picked her up in his arms spinning her around once, "Good night queen of thieves!" They laughed together at some inside joke I didn't get. It seemed weird to see them like that but I brushed it off and dragged Sam upstairs with me.

"Night!" we shouted down as we ascended the stairs."

* * *

**so next chapter, should it begin with SPAM-ness? or skip the un-needed SPAM and get straight back to the story?**

**you gotta tell me what you guys want, the reviews help me write faster. sorry this one took so long.**


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